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Using wordpress from a subdirectory?

I've got a project that will require wordpress be more of a password protected area for certain members only to view.
I'm having difficulty trying to figure out how I would install wordpress into say a subfolder (/members) and still have a login on my homepage for the members (which is a directory above the actual blog).

Any ideas?

*also the people logging in would only be subscribers able to view the blog not edit*